MAGNACHIP SEMICONDUCTOR Corp — Director's Dealing 2011

Mar 10, 2011

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: MAGNACHIP SEMICONDUCTOR Corp (MX)
CIK: 0001325702
Period of Report: 2011-03-10

Reporting Person: Avenue Special Situations Fund IV LP (Director, 10% Owner)
Reporting Person: Avenue Capital Partners IV, LLC (10% Owner)
Reporting Person: GL Partners IV, LLC (10% Owner)
Reporting Person: Avenue Special Situations Fund V LP (Director, 10% Owner)
Reporting Person: Avenue Capital Partners V, LLC (10% Owner)
Reporting Person: GL Partners V, LLC (10% Owner)
Reporting Person: Avenue Capital Management II, L.P. (10% Owner)
Reporting Person: Avenue Capital Management II GenPar, LLC (10% Owner)
Reporting Person: LASRY MARC (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	8648373	Direct
Common Stock, $0.01 par value	10844551	Direct
Common Stock, $0.01 par value	0	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrants	$15.76	2014-11-09	Common Stock, $0.01 par value (158910)		Direct
Warrants	$15.76	2014-11-09	Common Stock, $0.01 par value (272715)		Direct

Footnotes

F1: The persons reporting on this Form 3 (the "Reporting Persons") originally acquired common units and warrants exercisable to purchase common units in exchange for previously outstanding debt of subsidiaries of MagnaChip Semiconductor LLC held by the Reporting Persons and in connection with a rights offering of common units of MagnaChip Semiconductor LLC . Prior to the effectiveness of the registration statement on Form 8-A, MagnaChip Semiconductor LLC converted into MagnaChip Semiconductor Corporation (the "Issuer"), and the Reporting Persons received shares of Common Stock, par value $0.01 (the "Common Stock"), and the warrants exercisable to purchase shares of Common Stock.

F2: The filing of this Form 3 shall not be construed as an admission that Avenue Capital Partners IV, LLC ("Capital Partners IV"), GL Partners IV, LLC ("GL Partners IV"), Avenue Capital Partners V, LLC ("Capital Partners V"), GL Partners V, LLC ("GL Partners V"), Avenue Capital Management II, L.P. ("Avenue Capital Management"), Avenue Capital Management II GenPar, LLC ("Avenue Capital Management GenPar") or Marc Lasry (collectively, the "Controlling Persons") is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Stock of the Issuer directly held by Avenue Special Situations Fund IV, L.P. ("Fund IV") and Avenue Special Situations Fund V, L.P. ("Fund V"). Pursuant to Rule 16a-1, the Controlling Persons disclaim such beneficial ownership except to the extent of their pecuniary interest therein.

F3: Fund IV holds directly 8,648,373 shares of Common Stock of the Issuer. Capital Partners IV serves as the general partner of Fund IV, and GL Partners IV serves as the managing member of Capital Partners IV. Each of Capital Partners IV and GL Partners IV holds indirectly the 8,648,373 shares of Common Stock of the Issuer held directly by Fund IV. Capital Partners IV has a direct performance-based allocation from Fund IV and GL Partners IV, as the managing member of Capital Partners IV, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners IV and GL Partners IV and receives a portion of the profits allocation related to Fund IV.

F4: Fund V holds directly 10,844,551 shares of Common Stock of the Issuer. Capital Partners V serves as the general partner of Fund V, and GL Partners V serves as the managing member of Capital Partners V. Each of Capital Partners V and GL Partners V holds indirectly the 10,844,551 shares of Common Stock of the Issuer held directly by Fund V. Capital Partners V has a direct performance-based allocation from Fund V and GL Partners V, as the managing member of Capital Partners V, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners V and GL Partners V and receives a portion of the profits allocation related to Fund V.

F5: Although Avenue Capital Management, as the investment manager of Fund IV, along with Fund V, Avenue Investments, L.P., Avenue-CDP Global Opportunities Fund, L.P. and Avenue International Master, L.P. (collectively, the "Funds"), and Avenue Capital Managment II GenPar, LLC, as the general partner of Avenue Capital Management, have investment discretion over the Funds, their only remuneration consists of an asset-based fee.

F6: Fund IV holds directly warrants exercisable to purchase 158,910 shares of Common Stock of the Issuer. Capital Partners IV serves as the general partner of Fund IV, and GL Partners IV serves as the managing member of Capital Partners IV. Each of Capital Partners IV and GL Partners IV holds indirectly the warrants exercisable to purchase 158,910 shares of Common Stock of the Issuer held directly by Fund IV. Capital Partners IV has a direct performance-based allocation from Fund IV and GL Partners IV, as the managing member of Capital Partners IV, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners IV and GL Partners IV and receives a portion of the profits allocation related to Fund IV.

F7: Fund V holds directly warrants exercisable to purchase 272,715 shares of Common Stock of the Issuer. Capital Partners V serves as the general partner of Fund V, and GL Partners V serves as the managing member of Capital Partners V. Each of Capital Partners V and GL Partners V holds indirectly the warrants exercisable to purchase 272,715 shares of Common Stock of the Issuer held directly by Fund V. Capital Partners V has a direct performance-based allocation from Fund V and GL Partners V, as the managing member of Capital Partners V, has an indirect interest in such allocation. Mr. Lasry owns an interest in Capital Partners V and GL Partners V and receives a portion of the profits allocation related to Fund V.